Full Disclosure

Revised April 2013

GENERAL DISCLOSURES

Wealthfront Inc. (“Wealthfront”) operates an online financial advisor at www.wealthfront.com (the “Site”) and is registered with the Securities and Exchange Commission under the Investment Advisers Act of 1940, as amended. Wealthfront does not provide personalized financial planning to investors, such as estate, tax, or retirement planning. Nothing on this Site should be construed as a solicitation or offer, or recommendation, to buy or sell any security. Financial advisory services are only provided to investors who become Wealthfront Clients (“Clients”) pursuant to a written Client Account Agreement, which investors are urged to read and carefully consider in determining whether such agreement is suitable for their individual facts and circumstances. (Part 2 of Wealthfront’s Form ADV is available at: https://www.wealthfront.com/static/documents/form_adv_part_2.pdf)

PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS, AND ANY EXPECTED RETURNS OR HYPOTHETICAL PROJECTIONS MAY NOT REFLECT ACTUAL FUTURE PERFORMANCE. FURTHERMORE, PAST RETURNS MAY REFLECT THE PERFORMANCE OF ASSETS FOR A FINITE TIME, OR DURING A PERIOD OF EXTREME MARKET ACTIVITY. ALL INVESTMENTS INVOLVE RISK AND MAY LOSE MONEY. There can be no assurance that an investment mix or any projected or actual performance shown on the Site will lead to the expected results shown or perform in any predictable manner. It should not be assumed that investors will experience returns in the future, if any, comparable to those shown or that any or all of Wealthfront’s Clients experienced such returns.

WEALTHFRONT PROCESS

Wealthfront's methodology is based on Modern Portfolio Theory, for which the Nobel Prize was awarded in 1990. It is considered state-of-the-art portfolio modeling, but is only one possible way to invest. Clients should be aware that Wealthfront’s process is based in part on a careful evaluation of past price performance and volatility in order to evaluate future probabilities. Although Wealthfront seeks multiple asset classes for its Clients in order to diversify portfolios, it is possible that different or unrelated asset classes may all exhibit similar price changes in similar directions. This correlation of price behavior may adversely affect a Client, and may become more acute in times of market upheaval or high volatility.

ETF SELECTION DISCLOSURES

The securities employed in Wealthfront Client accounts are exchange-traded funds or other publicly registered funds (“ETFs”), which generally are registered investment companies under the Investment Company Act of 1940. Although Wealthfront believes its selection process identifies ETFs with high liquidity, low expenses, and low tracking error, Wealthfront’s selection process does not guarantee the quality of a particular ETF or that it will 1) be profitable, 2) properly track any comparable index, 3) trade in a liquid fashion, or 4) trade at or above its publicly-posted net asset value.

Wealthfront reserves the right to change at any time the selection of ETFs that it recommends if, in Wealthfront’s sole discretion, any ETF does not meet requirements for continued listing on the platform. Clients should be aware that changes in the selection of ETFs employed by Wealthfront's investment management service may result in the sale of their existing holdings and may subject them to additional tax liability.

ETFs are only one type of securities product, and Wealthfront generally does not make available to Clients other types of securities products that an investor may wish to consider as part of his or her overall financial plan. Other ETFs or investment products may provide different performance.

ETF FEE AND PERFORMANCE DISCLOSURE

An ETF typically includes embedded expenses that may reduce its net asset value, and therefore directly affect its performance and indirectly affect a Client’s portfolio performance or an index benchmark comparison. These expenses may include management fees, custodian fees, and legal and accounting fees. ETF expenses may change from time to time at the sole discretion of the ETF issuer. Wealthfront discloses each ETF’s current information, including expenses, on the Site. ETF tracking error and expenses may vary.

Furthermore, ETF performance may not exactly match the performance of the index or market benchmark that the ETF is designed to track because 1) the ETF incurs expenses and transaction costs not incurred by any applicable index or market benchmark; 2) certain securities comprising the index or market benchmark tracked by the ETF may, from time to time, temporarily be unavailable; and 3) supply and demand in the market for either the ETF and/or for the securities held by the ETF may cause the ETF shares to trade at a premium or discount to the actual net asset value of the securities owned by the ETF.

Certain ETF strategies may from time to time include fixed income, commodities, foreign securities, American Depositary Receipts, or other securities for which expenses could be higher than otherwise charged for exchange-traded equity securities, and for which market quotations or valuation may be limited or inaccurate.

Clients should be aware that in some limited instances it may be difficult or impossible to trade the Clients’ securities. This liquidity risk may be caused by numerous factors, including but not limited to: 1) extreme market volatility, 2) a decision by exchange participants to withhold some or all of their quoted market bids, 3) exchange technical issues or exchange closure, 4) delisted or halted securities, and/or 5) a position across Client accounts that is large relative to the average daily trading volume of the security.

PERFORMANCE DISCLOSURES

Performance information is presented net of all management fees and expenses unless marked otherwise. Commissions are not considered since Clients on the Wealthfront platform are not charged trading commissions. For all periods the performance information includes the reinvestment of dividends and interest unless otherwise noted.

Any comparison to traditional financial advisors is based on an evaluation of average fees and returns. Actual results may be different for each investor and there can be no guarantee of enhanced returns due to additional diversification, ETF selection, or the use of Wealthfront’s investment management service.

Projected and/or hypothetical performance is intended to show only an expected range of possible investment outcomes based on historical average returns and standard deviation of each investment type contained in the investment mix recommended by Wealthfront, but does not take into consideration the effect of taxes, changing risk profiles, or future investment decisions. Projected and/or hypothetical performance does not represent actual Client accounts or actual trades and may not reflect the effect of material economic and market factors. The actual transaction costs in Client accounts may be different.

Actual investors on Wealthfront may experience different results from any hypothetical results shown. There is a potential for loss, as well as gain, that is not reflected in the hypothetical information portrayed. The hypothetical performance results shown do not represent the results of actual trading using client assets but were achieved by means of the retroactive application of a model designed with the benefit of hindsight. Investors should carefully review the additional information presented by Wealthfront as part of any hypothetical comparison.

ANY COMPARISONS TO INDICES ARE PROVIDED FOR ILLUSTRATIVE PURPOSES ONLY. AN INDEX IS A BROADLY DIVERSIFIED, UNMANAGED GROUP OF SECURITIES, WHICH MAY INCLUDE ONLY LARGE CAPITALIZATION COMPANIES OR COMPANIES OF A CERTAIN SIZE. BROADLY BASED INDICES MAY BE SHOWN ONLY AS AN INDICATION OF THE GENERAL PERFORMANCE OF THE FINANCIAL MARKETS DURING THE PERIODS INDICATED. BECAUSE OF THE DIFFERENCES BETWEEN THE CLIENT ALLOCATIONS AND ANY INDICES SHOWN, WEALTHFRONT CAUTIONS INVESTORS THAT NO INDEX IS DIRECTLY COMPARABLE TO THE PERFORMANCE SHOWN SINCE EACH INDEX HAS ITS OWN UNIQUE RESULTS AND VOLATILITY, AND SUCH INDICES, IF SHOWN, SHOULD NOT BE RELIED UPON AS AN ACCURATE COMPARISON.

The return, composite and performance information shown on the Site uses or includes information compiled from third-party sources, including independent market quotations and index information. Wealthfront believes the third-party information comes from reliable sources, but Wealthfront does not guarantee the accuracy of the Site information and may receive incorrect information from third-party providers. Unless otherwise indicated, the information on the Site has been prepared by Wealthfront and has not been reviewed, compiled or audited by any independent third-party or public accountant.

FEE AND ACCOUNT DISCLOSURES

Recommendations and fees may vary for each Client. Advisory fees are calculated based upon the amount of assets being managed (as detailed further in Wealthfront’s Form ADV Part 2).

Wealthfront does not make any representations regarding the the execution quality of orders placed with our brokerage partner. However, Wealthfront does monitor the execution quality of transactions to ensure that Clients receive the best overall trade execution pursuant to regulatory requirements.

TAX AND TAX-LOSS HARVESTING DISCLOSURES

Wealthfront does not represent in any manner that the tax consequences described as part of its tax-loss harvesting service will be achieved or that Wealthfront's tax-loss harvesting service, or any of its products and/or services, will result in any particular tax consequence. The tax consequences of the tax-loss harvesting service and other strategies that Wealthfront may pursue are complex and uncertain and may be challenged by the IRS. The information with regard to this service was not prepared to be used, and it cannot be used, by any investor to avoid penalties or interest.

Clients should confer with their personal tax advisors regarding the tax consequences of investing with Wealthfront and engaging in the tax-loss harvesting service, based on their particular circumstances. Clients and their personal tax advisors are responsible for how the transactions conducted in an account are reported to the IRS or any other taxing authority on the Client’s personal tax returns. Wealthfront assumes no responsibility for the tax consequences to any Client of any transaction.